Market announcement

Title

Notice of adoption of resolutions of shareholders of AS Ekspress Grupp without convening an extraordinary general meeting

Message

The  Management  Board  of  AS  Ekspress Grupp (registry code 10004677, official
address  Narva  mnt  13, Tallinn  10151) proposes  to  the shareholders to adopt
resolutions  without  convening  a  meeting  in  accordance  to  § 299(1) of the
Commercial Code.

The  shareholders have the possibility to vote  by e-mail using a voting ballot,
which  is  added  this  notice  on  the  website of Nasdaq Baltic stock exchange
(https://nasdaqbaltic.com/
(https://www.globenewswire.com/Tracker?data=LkCE02RXdFwE9joK6UO3K9ie4IocDSdwC7h_
l0qVN05TDLqRFzOX-n6V7G14FVs5mCXcekLzvlj_SfEi1R6SEB4uVu7NHaN5n8zEH8BupNE=))    as
well  as of  Ekspress Grupp  homepage (http://egrupp.ee/en).  The filled  in and
signed  ballot and the documents enabling  identification of the shareholder and
proof  the right of  representation shall be  sent by e-mail at [email protected]
(mailto:[email protected])  by  no  later  than  31 August 2022 at 9:00 (Estonian
time)  in accordance with  the procedure specified  below. If a shareholder does
not  give notice  of whether  he is  in favour  of or  opposed to the resolution
during  this term, it shall be deemed that the shareholder has voted against the
resolution.

The  circle of shareholders entitled to adopt the resolutions will be determined
seven  days prior  the term  by which  shareholders must present their position,
i.e.  on 24 August, 2022 at the end of the working day of the settlement system.
Ekspress Grupp shall disclose the resolutions with a stock exchange announcement
and  on the company's  homepage no later  than on 7 September 2022 in accordance
with § 299(1) (6) of the Commercial Code.

As  at 9 August, 2022, the share capital  of AS Ekspress Grupp is 18,478,104.60
euros.  The total number  of shares is  30,796,841, with each share granting one
vote.  The  right  to  vote  is  not  granted to AS Ekspress Grupp's 447,076 own
shares.

The   management  board  of  AS  Ekspress  Grupp  submits  the  following  draft
resolutions to the shareholders.

1. Recall of the member of the Supervisory Board

To recall Mr. Indrek Kasela from the Supervisory Board.

2. Election of the member of the Supervisory Board

To  elect Sami Jussi Petteri Seppänen  (personal code 37005230401) as the member
of the Supervisory Board for the five years until 31 August 2027.

3. Remuneration of the member of the Supervisory Board

To  remunerate Sami Jussi Petteri Seppänen as follows: a monthly remuneration of
1,350 euros (gross) to be paid.

Organisational issues

Forwarding of the voting ballot and accompanying documents
The  filled in and signed voting ballot  and accompanying documents must be sent
by  e-mail to [email protected] (mailto:[email protected]) no later than 31 August
2022 at 9.00.

  * The voting ballot must be filled in and signed either digitally or by hand
    on paper.
  * If the ballot is filled in and signed by hand on paper, the ballot must be
    scanned and forwarded by e-mail together with a copy of an identification
    document (e.g. passport or identity card/ID-card) of the shareholder or the
    shareholder's representative, or a copy of the page of the identification
    document containing personal data (among else, the copy needs to display the
    expiration date and the person's specimen signature) in order to enable
    identification of the shareholder.
  * If the ballot is filled in and signed digitally, no additional documents
    need to be presented to enable identification of the shareholder, if
    identification is possible using the digital signature itself (e.g. signing
    the ballot with Estonian ID-card, mobile-ID or smart-ID).
  * Representative of a natural person-shareholder must also forward a suitably
    prepared power of attorney either in Estonian or in English in a format
    which can be reproduced in writing.
  * A legal representative of a legal person-shareholder must also forward an
    excerpt from an appropriate (business) register where the legal person is
    registered, which identifies the individual's right to represent the
    shareholder (legal representation). A legal person shareholder who is
    registered in the Estonian Commercial Register does not have to submit an
    excerpt from the register. If the type of representation is other than legal
    representation, a suitably prepared power of attorney in Estonian or in
    English must also be submitted in a format which can be reproduced in
    writing, in addition to the excerpt from a register. In the case of legal
    persons registered in a foreign country, the extract from the register must
    be legalised or certified by an apostil, unless stipulated otherwise in
    international agreements. If the excerpts from a register are in a language
    other than Estonian or English, translations to either Estonian or English
    by a sworn translator or an official equated to a sworn translator must be
    provided. AS Ekspress Grupp may also deem the shareholder's voting right to
    be proven if all the required data concerning the legal person and the
    representative is contained in a notarised authorisation document issued in
    the foreign country and the authorisation document is acceptable in Estonia.

In  order to assign a  representative, the shareholder may  use the template for
power  of attorney, which is  published on the homepage  of AS Ekspress Grupp at
www.egrupp.ee (http://www.egrupp.ee).

Documents related to the resolutions
The  draft resolutions and related documents are available on the websites of AS
Ekspress   Grupp   (www.egrupp.ee   (http://www.egrupp.ee))  and  Nasdaq  Baltic
(https://nasdaqbaltic.com/
(https://www.globenewswire.com/Tracker?data=LkCE02RXdFwE9joK6UO3K9ie4IocDSdwC7h_
l0qVN05TDLqRFzOX-n6V7G14FVs5mCXcekLzvlj_SfEi1R6SEB4uVu7NHaN5n8zEH8BupNE=)).

Questions related to the resolutions and adoption procedure
Questions related to the resolutions and the adoption procedure may be submitted
to e-mail [email protected] (mailto:[email protected]) until the deadline given to
the shareholders to present their position. The questions and answers will be
disclosed on Ekspress Grupp homepage www.egrupp.ee (http://www.egrupp.ee).


Mari-Liis Rüütsalu
AS Ekspress Grupp
Chairman of the Management Board
+372 512 2591
[email protected] (mailto:[email protected])

AS  Ekspress Grupp  is the  leading media  group in  the Baltic States whose key
activities  include  web  media  content  production,  publishing of newspapers,
magazines and books. The Group also manages the electronic ticket sales platform
and  ticket sales sites in Estonia and  Latvia. Ekspress Grupp that launched its
operations  in 1989 employs 1,400 people, owns leading  web media portals in the
Baltic States and publishes the most popular daily and weekly newspapers as well
as the majority of the most popular magazines in Estonia.